UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to section 13 or 15(d) of the securities exchange act of 1934
Date of Report (Date of earliest event reported): March 5, 2010
IGEN Networks Corp.
(Exact name of issuer as specified in its charter)
Nevada 333-141875 20-5879021
(State or other jurisdiction (Commission (I.R.S. Employer
of organization) File Number) Identification Number)
8430 WEST LAKE MEAD BLVD.
SUITE 100, LAS VEGAS, NV, 89128
(Address of principal executive offices and zip code)
310-425-5731
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e -4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 4.01. CHANGES IN THE REGISTRANT'S CERTIFYING ACCOUNTANT
On March 5, 2010, the Audit Committee of the Company's Board of Directors (the
"Audit Committee") approved the dismissal of Child Van Wagoner & Bradshaw, PLLC
(CVWB) as the Company's independent registered public accounting firm. On that
same date, the Audit Committee engaged ACAL Group, to serve as the independent
PCAOB and CPAB registered public accounting firm to audit the Company's
financial statements and to serve as the Company's independent registered public
accounting firm for the fiscal year ended December 31, 2009.
For the period from November 14, 2006 (date of appointment of CVWB) to March 5,
2010, there were no (1) disagreements with CVWB on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure, or (2) reportable events described under Item 304(a)(1)(v) of
Regulation S-K. A letter from CVWB, LLP is attached hereto as Exhibit 16.1,
indicating its agreement with the statements herein.
In deciding to select ACAL Group, the Audit Committee reviewed auditor
independence issues and existing commercial relationships with ACAL Group and
concluded that ACAL Group has no commercial relationship with the Company that
would impair its independence for the fiscal year ending December 31, 2009.
During the previous two fiscal years and the subsequent interim period ended
September 30, 2009, the Company did not consult with ACAL Group regarding any of
the matters or events set forth in Item 304(a) of Regulation S-K.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) The following exhibits are filed with this report:
Exhibit Number Description
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16.1 Letter from Child Van Wagoner & Bradshaw, PLLC dated
March 5, 2010.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City Vancouver, on the 5th day of
March 2010.
IGEN Networks Corp.
By: /s/ Michael Grudman
---------------------------------------
Michael Grudman
Director and
Chief Financial Officer
2
EXHIBIT INDEX
Exhibit Number Description
-------------- -----------
16.1 Letter from Child Van Wagoner & Bradshaw, PLLC dated
March 5, 2010.